Item 1.02. Termination of a Material Definitive Agreement.

The Company has previously reported its $150 million five-year multi-currency revolving credit facility entered into on November 6, 2006 with a syndicate of lenders including JPMorgan Chase Bank (as Administrative Agent) ("Agent"), Bank of America, N.A, HSBC Bank USA, and Deutsche Bank AG (the "Facility"), and that by a series of amendments with the lending banks, the last one expiring on November 30, 2008, our lenders agreed that the Company would not be deemed in default with respect to certain representations, warranties, covenants and reporting requirements under the Facility and that the lenders would have no obligation to make any extensions of credit under the Facility (other than the renewal of currently outstanding letters of credit in existing amount of about $4.3 million).

Following discussions with the lenders concerning the terms and cost that would apply under current market conditions to potentially reinstate the lenders' obligation to extend the credit under the Facility, and considering the Company's current liquidity position, the Company terminated the commitments of the lenders to provide further obligations effective as of November 28, 2008. In connection therewith, on November 26, 2008, the Company and the Agent entered into a letter agreement providing for the termination of the obligations of each of the parties under the Facility (except for those obligations which by their terms expressly survive termination) upon the payment by the Company of any outstanding fees under the Facility. The payment of outstanding fees did not include any early termination fees. The Company satisfied its obligations for the payment of fees, and the Facility was terminated November 28, 2008. The Company continued the outstanding letters of credit outside the Facility.

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